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SEC Company Response from enVVeno Medical (NVNO) — Dec 14, 2017

enVVeno Medical Corp
Date: Dec. 14, 2017 · CIK: 0001661053 · Accession: 0001493152-17-014598

AI Filing Summary & Sentiment

File numbers found in text: 333-220372

Date
December 5, 2017
Author
/s/
Form
CORRESP
Company
enVVeno Medical Corp

Letter

Via EDGAR and Courier United States Securities and Exchange Commission Office of Electronics and Machinery Re: Hancock Jaffe Laboratories, Inc. Amendment No. 2 to Registration Statement on Form S-1/A Filed December 5, 2017 File No. 333-220372

Dear Ms. Ravitz:

Hancock Jaffe Laboratories, Inc., a Delaware corporation (the “Company”), hereby provides the following information in response to the comments received from the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”) in its letter to the Company dated December 13, 2017 (the “Comment Letter”). The Company’s responses are preceded by a reproduction of the Staff’s comment in italics as set forth in the Comment Letter.

In addition, the Company is concurrently filing an amended Registration Statement on Form S-1 (as amended, the “Registration Statement”).

We are subject to certain negative covenants set forth in the Notes, page 12

1. Clarify if the material covenants mentioned in the second paragraph of this risk factor are the same as the negative covenants described in the first paragraph of this risk factor. Please also make similar disclosure in the fifth paragraph on page 60. If there are different material covenants, please disclose those in an appropriate location in your prospectus.

Company Response: The Company acknowledges the Staff’s comment and has revised its disclosure on pages 12 and 60 of the Registration Statement accordingly.

Amanda Ravitz

Page 2 of 2

Use of Proceeds, page 48

2.

File as an exhibit the note issued to Leman Cardiovascular S.A. Also, tell us how you intend to satisfy your remaining obligations under that note and revise your disclosure as appropriate. Disclose under “Liquidity and Capital Resources” whether you believe that the net proceeds from your offering after intended uses, together with the cash generated from operations and your current cash and cash equivalents, will be sufficient to meet your anticipated operating liquidity and capital resources requirements for at least the twelve months following your offering.

Company Response: The Company acknowledges the Staff’s comment and has filed the note issued to Leman Cardiovascular S.A. as Exhibit 10.35 to the Registration Statement, and has revised its disclosure on pages 48 and 60 of the Registration Statement accordingly.

Should you have any questions or require any additional information, please contact Hancock Jaffe Laboratories, Inc., attention Bill Abbott, by phone at (949) 387-9279, or by e-mail at billabbott@hjlinc.com.

Sincerely,
/s/
Benedict Broennimann, M.D.

Show Raw Text
CORRESP
1
filename1.htm

December
14, 2017

Via
EDGAR and Courier

Amanda
Ravitz

Assistant
Director

United
States Securities and Exchange Commission

Office
of Electronics and Machinery

100
F Street, N.E.

Washington,
D.C. 20549

    Re:
    Hancock
    Jaffe Laboratories, Inc.

    Amendment
    No. 2 to Registration Statement on Form S-1/A

    Filed
    December 5, 2017

    File
    No. 333-220372

Dear
Ms. Ravitz:

Hancock
Jaffe Laboratories, Inc., a Delaware corporation (the “Company”), hereby provides the following information
in response to the comments received from the staff (the “Staff”) of the U.S. Securities and Exchange
Commission (the “Commission”) in its letter to the Company dated December 13, 2017 (the “Comment
Letter”). The Company’s responses are preceded by a reproduction of the Staff’s comment in italics as
set forth in the Comment Letter.

In
addition, the Company is concurrently filing an amended Registration Statement on Form S-1 (as amended, the “Registration
Statement”).

We
are subject to certain negative covenants set forth in the Notes, page 12

    1.
    Clarify
    if the material covenants mentioned in the second paragraph of this risk factor are the same as the negative covenants described
    in the first paragraph of this risk factor. Please also make similar disclosure in the fifth paragraph on page 60. If there
    are different material covenants, please disclose those in an appropriate location in your prospectus.

Company
Response: The Company acknowledges the Staff’s comment and has revised its disclosure on pages 12 and
60 of the Registration Statement accordingly.

Amanda Ravitz

Page 2 of 2

Use
of Proceeds, page 48

    2.

    File
    as an exhibit the note issued to Leman Cardiovascular S.A. Also, tell us how you intend to satisfy your remaining obligations
    under that note and revise your disclosure as appropriate. Disclose under “Liquidity and Capital Resources” whether
    you believe that the net proceeds from your offering after intended uses, together with the cash generated from operations
    and your current cash and cash equivalents, will be sufficient to meet your anticipated operating liquidity and capital resources
    requirements for at least the twelve months following your offering.

Company
Response: The Company acknowledges the Staff’s comment and has filed the note issued to Leman Cardiovascular S.A.
as Exhibit 10.35 to the Registration Statement, and has revised its disclosure on pages 48 and 60 of the Registration
Statement accordingly.

Should
you have any questions or require any additional information, please contact Hancock Jaffe Laboratories, Inc., attention Bill
Abbott, by phone at (949) 387-9279, or by e-mail at billabbott@hjlinc.com.

Sincerely,

    /s/
    Benedict Broennimann, M.D.

    Benedict
    Broennimann, M.D.

    Co-Chief
    Executive Officer

    Hancock
    Jaffe Laboratories, Inc.

    Cc:
    Tim
    Buchmiller, U.S. Securities and Exchange Commission

    Tom
    Jones, U.S. Securities and Exchange Commission

    Gary
    Todd, U.S. Securities and Exchange Commission

    Jeanne
    Bennett, U.S. Securities and Exchange Commission

    Bill
    Abbott, Hancock Jaffe Laboratories, Inc.

    Michael
    Hedge, K&L Gates LLP